Governance

2020 was tumultuous to say the least. But between the COVID-19 pandemic, natural disasters, numerous ESG issues and more, what are the top concerns for directors as we head deeper into 2021? Dottie Schindlinger and Kira Ciccarelli of the Diligent Institute share insights from the latest research. The pandemic has raised hard-hitting questions about the future of the workforce, the...

Finance experts are increasingly aware of environmental, social, and governance (ESG) issues. This trend did not come out of nowhere; it's a response to investor demand. Michael Volkov explores the growth of ESG and the actions companies can take now. Corporate governance sometimes is the subject of “fads,” or initiatives that gain traction with dubious evidence-based justifications. Sometimes companies engage...

Shanil Williams of AGCS examines how the ongoing global pandemic is affecting the C-Suite and what directors and officers need to know about claims in this environment. “Never let a good crisis go to waste” is the often-brandished call-to-arms for corporate leaders to be brave in the face of COVID-19 uncertainty. Indeed, McKinsey has termed it as the “CEO moment,”...

In the year ahead, organizations must prepare for the unknown so they have the flexibility to endure unexpected and high-impact security events. ISF’s Steve Durbin discusses what should be on the board’s radar in 2021. As new technologies emerge, organizations must adapt to the changing norms and values of our connected society. Information security teams must consider the suitability of...

PwC and The Corporate Board recently released an executive survey of more than 500 members of public company C-suites, examining the relationship between management and the board. While executives appreciate the freedom their boards offer to run their organizations, many feel the board needs a refresh, with 82 percent of executives responding that at least one director should be replaced. Key...

The Caremark decision set a high bar for plaintiffs to scale in asserting a board’s failure to comply with the duty of care and loyalty standards. As Protiviti’s Jim DeLoach addresses, a 2019 decision applied that standard in ruling for the plaintiff on a critical operational risk matter. A landmark case before the Delaware courts in 1996 was Caremark International....

California’s recently signed Assembly Bill 979 is requiring organizations to diversify their boards of directors. As Michael Volkov writes, the change is not only long overdue, but also in organizations’ best interests. The United States continues to lag in corporate board diversity; many corporate boards are dominated by white males. Progress on this issue has been slow. The number of women...

In a tumultuous year in which a global pandemic, a racial justice movement, and a contentious presidential election have gripped the United States, corporate shareholders are engaged in environmental, social and governance issues as never before, according to a new report by Intelligize, the industry-leading provider of corporate compliance management solutions. This ESG-focused playbook from Intelligize offers a guide to proxy-season...

Today Allianz Global Corporate & Specialty has released a new report on the state of the D&O insurance market. D&O Insurance Insights 2021 highlights market challenges and five D&O mega trends facing companies in 2021. Rising insolvency exposures, growing cybersecurity threats and persistent securities class-action activity are among the key risks for which D&Os could be held liable. In 2021, companies also need...

California recently passed legislation requiring boards to appoint underrepresented individuals in a phased-in process, with the goal of increasing diversity in business leadership. Withers’ Brooke Schneider considers how the law will impact companies headquartered in California. Hard on the heels of racial discord in the United States and the Black Lives Matter movement, the California legislature has taken another step...

Dottie Schindlinger and Kira Ciccarelli from the Diligent Institute detail how the lingering effects of the pandemic are changing board member priorities based on extensive and ongoing conversations with directors. As timelines for the pandemic continue to lengthen, recent statements from health officials now indicate that a vaccine may not be widely dispersed until next year. Board members have been...

A deadly pandemic, an economic crisis, social unrest and a contentious U.S. presidential election – these are some of the unprecedented challenges facing corporate boardrooms in 2020. So, how well have boards done in responding? Paula Loop analyzes results from a recent PwC report. The COVID-19 pandemic and the economic turmoil it has caused have presented companies with unprecedented challenges....